


Think Too Much

by Demerite



Series: Trektober 2019 [27]
Category: Star Trek: Discovery
Genre: Anxiety, F/F, Fade to Black, First Time, Kissing, Laughter During Sex, Nipple Play, Sexually Experienced Sylvia Tilly
Language: English
Status: Completed
Published: 2019-10-28
Updated: 2019-10-28
Packaged: 2021-01-05 13:08:16
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 2,809
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/21209051
Author URL: https://archiveofourown.org/users/Demerite/pseuds/Demerite
Summary: Sylvia Tilly has had: a lot of casual sex, exactly one long term relationship, and a lot of heartbreak, and Michael Burnham is: clearly mad for wanting anything to do with her, but that doesn't change the facts.





	Think Too Much

**Author's Note:**

> For the Day 28 Prompt: Discomfort During Sex, which I interpreted more as emotional discomfort/anxiety than physical discomfort. And yes, I know it ends at a weird spot, but I'm running out of time to get these done and this fic could easily have gone on forever, so sorry, you get a weird cute and a fade to black.

Tilly isn't entirely sure how they ended up here. Well, she knows how they got here; the conversation in the lab, followed by the one in the Mess, followed by the one in the gym, followed by the one that wasn't actually words, but a whole lot of kissing in turbolift three, followed by the walk from said turbolift to their shared quarters - and Tilly is still trying to get her head around the fact that she and Michael are still sharing a room, even though Michael has proper quarters of her own, if she wants them - and now they're here, and Michael's jacket is undone, and Tilly's is a crumpled mess of fabric at the end of her bed. Michael's lips are hot against hers. This is all moving too fast and not fast enough and Tilly doesn't know what to think or say or do, only that she wants to keep kissing Michael for approximately the next forever. Michael doesn't seem inclined to stop, so Tilly concentrates on kissing back and remembering to breathe and not making any of the unfortunate, needy noises that keep trying to slip out of her. She's supposed to be good at this after all. She _is _good at this, if you ignore the things that Jack Evans had said to her after he'd dumped her in their second year at the Academy. But then again, he'd been an asshole, so she's more than happy to forget every word he'd said to her. 

Michael pulls back, gives her a quizzical look, "Are you alright?" She asks. 

Sylvia Tilly has had: a lot of casual sex, exactly one long-term relationship, and a lot of heartbreak, and Michael Burnham is: clearly mad for wanting anything to do with her, but that doesn't change the facts. That facts are that they _were _making out - which sounds like such a ridiculous way to describe those intense, all-consuming kisses - and now they're not making out, and Michael is giving Tilly a concerned look, and it takes her a moment to remember that she'd been asked a question, and she needs to answer it, which requires remembering how words work. 

"Uh..." She says, and Michael gets this hurt look that Tilly _hates _and wants to get rid of immediately. "No no no, I'm good, I'm _really _good, I'm _so _good right now, I was just thinking!" She babbles, trying to sound reassuring, but probably coming across like her usual, overexcitable self. 

"Good thinking?" Michael's concerned expression melts into a small smile, the one that Tilly _loves _because it's real, Michael's eyes going warm and soft as her lips twitch upwards. 

"Good thinking." Tilly agrees, and leans in to kiss her again. 

Kissing Michael is nice. Tilly had already decided that in the turbolift, but she keeps remembering it. Michael's hands are warm as she slides them down her arms, and she sighs gently when Tilly parts her lips and kisses deeper. 

A half-step back and they're tumbling down onto the bed, Tilly landing in an uncoordinated heap, Michael catching herself with her hands braced against the mattress so she doesn't fall directly onto her. Even so, they end up with their faces only a breath away from each other, so it makes sense to keep kissing for a little while longer, legs tangling together and hands running curiously over each other's bodies. One of Michael's hands ends up in Tilly's hair, not pulling, but a noticeable presence all the same, and Tilly slides a hand up the back of Michael's jacket, trying to get under her tank top to touch warm skin. It doesn't work, but Michael pulls away, sits up to she's straddling Tilly's hips and shrugs the jacket off, letting it slide onto the bed, and from there onto the ground. 

She looks beautiful there, and Tilly is momentarily breathless at the sight of her. Well, she's already breathless, kissing that deep and that prolonged tends to do that, but none of that changes the fact that Michael, sitting above her in her uniform pants and tight black tank top, her eyes warm and wide and dark, her lips wet and swollen from kissing is the most beautiful thing Sylvia Tilly has seen in her life. 

She wants to say so many things at that moment, but none of them feels right. She's used to feeling unsure of herself, of not knowing what to say, but right now, she's scared that if she says what's on her mind, Michael will turn and run. The middle of what may or may not turn into actual sex is not the time to admit to your roommate that you're quite possible, almost definitely, absolutely madly in love with them. Tilly's done that before, and she's not going to do it again. 

Instead, she sits up, the angle awkward and all wrong with Michael still in her lap, and untucks Michael's tank top from her pants, slides her hands up underneath it, over the smooth warm skin of Michael's back, and Michael presses against her chest, kissing her again and again until they have to stop, breathless and laughing, leaning into each other even as she struggles for composure. Composure, Tilly thinks, is overrated. She likes Michael like this, all warm and soft and laughing. 

"Is this okay?" Michael asks, her fingers catching the hem of Tilly's undershirt and tugging it upwards just a little. 

"It's very okay." Tilly yanks the shirt off over her head and flings it somewhere away from them, uncaring about where it lands. She rests her hands on Michael's hips, toying gently with the hem of her top before self-consciousness can creep up on her. 

"Can I?" She asks softly, and Michael nods, a small, almost jerky movement. 

"Holy shit." Is Tilly's first, instinctive reaction to seeing Michael without her shirt. 

Michael actually blushes a little bit, ducking her head to avoid her gaze, "Thanks?" She mumbles, like she's not entirely sure Tilly's reaction is a positive one. 

"That's absolutely a good reaction, I promise!" Tilly reassures her, "Oh my god Michael, you're _beautiful." _She immediately wishes she hadn't said anything, because she _knows _she sounds like a lovestruck idiot, and any moment now Michael is going to realise this and decide that she doesn't want to do this anymore, and Tilly is going to have to go back to just thinking about Michael the way she had for weeks now, and feeling vaguely guilty about it. 

Michael's smile is a little shaky, a little tentative, but it's _real _again, all warmth and heart and Tilly tugs her close, enjoying the press of their bodies against each other, soft and warm. She feels like every single one of her nerve endings are hyperaware, like every touch is sending little sparks through her, all the way to her fingertips and toes. Before she can think too much about what she's doing and talk herself out of it, she puts her hands on Michael's ass to pull her closer, and trails her lips down the line of her throat, dropping quick kisses against the soft skin as she goes. Michael arches her back, her hands flying up to catch in Tilly's thick hair, and for a moment Tilly thinks she's going to be pulled away, but Michael just holds on, short nails digging into her scalp just a little bit, scratching nicely in a way that makes her hum with delight against Michael's neck in between kisses. 

Michael jumps a little when Tilly reaches for the button of her pants, but she doesn't try to stop her. 

"Is it okay if I..." Tilly trails off and gestures at Michael's lap in a way that doesn't really illustrate anything, but Michael nods all the same. 

Tilly gets the button and zipper of Michael's pants undone before she realises they're not going to be able to go anywhere with Michael still sitting in her lap. Also, they're both still wearing their boots, which _really _doesn't help matters. 

"Stand up a minute." She says, and Michael, understanding immediately, slides out of her lap and to her feet, impossibly graceful and balanced. Tilly would think that it's not fair that Michael gets to be so poised even now, but she can't bring herself to think about that, because if she _starts _comparing herself to Michael, she won't be able to _stop, _and that's gonna derail her entire thought process, which is supposed to be dedicated to getting both of them naked, the faster the better. 

Tilly follows Michael off the bed, but drops down to kneel at her feet, undoing the clasps at the side of her left boot, and then her right. Obligingly, Michael lifts her feet and allows Tilly to slide first her boots, and then her socks off and place them aside. Her pants are already unbuttoned, and when Tilly moves to pull them down her legs, Michael doesn't move to stop her. Even so, Tilly can't help but ask, "Is this okay?" again, even though it had been okay only a minute ago on the bed. 

"Yes." Michael says, and there's laughter in her voice, warm and joyous, bubbling up around the words. Her hands cover Tilly's pushing the pants down as far as she can reach, until Tilly takes over, tugging them the rest of the way for Michael to kick them lightly aside. 

In her standard-issue black underwear, Michael is beautiful. She's beautiful every day, but Tilly can't help but recognise it even more, now that she can see more of Michael than she usually gets to. Michael smiles down at her, and suddenly Tilly realises she feels _very_ overdressed. She says as much, and Michael laughs softly. 

"We'd better get you undressed then." She says, light and teasing. 

"Yes please!" Tilly says, and it comes out as a strangled squeak, but that's fine, Michael's seen her through all kinds of awkward situations. 

Michael reaches down and takes Tilly's hands in hers, pulling her to her feet. That puts them at eye-level again, and is cause for a few more heated kisses that leave Tilly feeling constricted and hot in her uniform pants. She bends again to open the clasps of her boots, and kicks them - and her socks - off hurriedly. One of the boots thuds into something, possibly the end of the bed, possibly the wall, and she doesn't care, because Michael's hands are on the button of her pants, slipping it open and then tugging the zipper down, and then Michael is sliding Tilly's pants down her legs and she stepping out of them before her brain even realises she's doing it. 

The room is colder now that she's down to just her underwear. Tilly feels the urge to wrap her arms around herself, to curl inwards and hide herself from Michael's gaze, but she resists it. It takes less effort than it usually does. She doesn't feel scrutinised and judged the way she usually does when she gets naked with someone for the first time. 

Michael leans in, and they kiss again, and Tilly jumps when Michael's hands slide up her back, warm against her bare skin. She wraps her arms around Michael, draws her back towards the bed until she can sit on the edge of it, Michael standing between her legs, still kissing her. Tilly doesn't want the kissing to end, but she also wants to get them the rest of the way naked. 

She reaches for the back of Michael's bra at the same time as Michael's deft fingers catch and unfasten the clasp of hers, and they end up tangled together in a mess of straps and limbs. Tilly tugs Michael into her lap and starts laughing again, and Michael joins in, and soon they're back to being breathless, forehead pressed together. 

"I've never done this before." Michael admits, her dark eyes fluttering closed. 

"Do you wanna stop?" Tilly asks, and Michael's already shaking her head. 

"No." Her eyes are open and serious now, "I just don't know what...I don't want to disappoint you." She admits, ducking her head as if she's ashamed. 

Tilly presses a hand against Michael's cheek, not to make her look up, but Micheal does anyway, one of her hands rising to cover Tilly's. 

"You're not gonna disappoint me." Tilly tells her gently, "That would be...impossible." 

Michael tips her head to press a kiss against Tilly's palm. Tilly wants to hold it in her hand forever. 

"We can go slow." Tilly promises. She leans in, giving Michael plenty of time to object or push her away, and when no rejection comes, she kisses Michael again, chaste and soft, just enough to rekindle the energy that's been building between the two of them. Michael kisses back a little shyly, dropping Tilly's hand and settling her hands on Tilly's hips, her touch feather-light. 

Tilly pulls back just far enough to kiss Michael's neck, moving back down the line of her throat again, peppering the skin with little kisses. She sucks on the skin at the base of Michael's neck, bitting a little, low enough that if it does leave a mark, it won't be visible when Michael's in uniform. She knows it's a little bit tacky, but there's some selfish little part of her that wants a reminder that she can see when Michael's getting dressed in the morning, or when they go for their run together before breakfast, just for a little while. 

Michael lets out a low, breathless gasp when Tilly's fingers find a nipple and roll it gently, not enough to hurt, but enough that there's no way Michael could ignore it. Tilly grins and scrapes a nail over it, and Michael arches into the touch, letting out another strangled gasp. Her fingers dig into Tilly's hips, leaving what Tilly knows will be bruises, but she bright flare of pain only serves to help her focus. 

When she ducks her head to take the nipple into her mouth, Michael keens and her hands fly to Tilly's hair, twisting and tightening in the thick locks. Tilly hums, sucks lightly and scrapes her teeth against the little bump, flicking her tongue against it and listening to the way Michael gasps and swear above her. 

She pays the other nipple similar attention, and only stops when Michael drags her up for another deep, dizzying kiss. Tilly wraps her arms around Michael's waist, pulls her down until they're lying side by side on the bed, still stealing quick, sweet kisses between breaths. 

Tilly trails a hand down Michael's side until she reaches her underwear, but her fingers stop against the dark fabric. 

"Is this okay?" She asks, and Michael nods, but she's not making eye-contact. "Hey." Tilly says, keeping her voice low and gentle, "We don't have to if you don't wanna." 

"I want to." Michael assures her, "I just....I've never done this with another woman before." 

Tilly's not entirely surprised. She's been plenty of people's first gay experience before, so she's used to that, and she knows that before the whole thing with Ash, Michael wasn't exactly looking for a partner. 

"I have." Tilly announces, with more confidence than she often feels, "Heaps of times! I mean, not heap and heaps of ties, and I was always super safe, I promise, but uh, I know what I'm doing is what I'm saying." She finishes awkwardly, "I can...I can take care of you, Michael." She promises, "If you want me to." 

Michael nods, and Tilly is still getting used to seeing the other woman so _shy_. 

Tilly slides her fingers down Michael's hips slowly, taking the underwear with her. Michael rolls from her side onto her back, lifting her hips helpfully, nad soon Tilly is discarding the fabric somewhere before the bed. She makes sure the underwear doesn't go far, and that Michael sees where they end up, just in case. Michael could still change her mind about this, and Tilly would let her of course, and she wants Michael to feel as safe a possible with her. 

She shimmies out of her own underwear next, wanting them on an even footing. She wants this to be perfect, she's been thinking about it got long enough, in guilty stolen moments when she has their room to herself, or when she's showering after a fun and the flow of water hides the sighs she can't smother. She should probably have felt guilty about fantasising about her roommate, but the guilt is a lot less present when she and said roommate are naked on her bed together. 

Her hands are gentle as she spreads Michael's legs and settler herself between them

"Stop me if this is too much, okay?" She says, looking up at Michael. 

"Okay." Michael's answering smile is small, and warm, and perfect. 

**Author's Note:**

> Want to know more about Trektober? Click [HERE](https://aishahiwatari.tumblr.com/post/188059640163/trektober) for the info post on Aisha's tumblr, or [HERE](https://archiveofourown.org/collections/Trektober2019) for the AO3 collection to read our fic. 
> 
> Come yell at me on [Tumblr](https://demerite.tumblr.com/)!


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